By the time Lela finally let me go, I was beyond exhausted. My whole body ached, and even the thought of sex made me shudder. Not even Lela’s greenish-yellow healing light could alleviate the last six hours of carnal bliss.

Needless to say, when my alarm went off, I rolled over and went back to sleep. I only had one final today, and it was in the afternoon. My other classes would just have to suffer.

Also, Derek couldn’t hurt me, if I wasn’t around. I was too tired to even think of locking my door though.

When I finally arrived on campus, I got the same treatment as I’d received yesterday. That is to say, most everyone avoided me. I was okay with that, however, because I wasn’t much in the mood to talk. I took my final, and went back home, skipping Prof. Frankens’ class. Both Gina and Shanna were in that class with me, not to mention the hot professor herself. I just wasn’t up to dealing with them in my current mood.

My phone rang as I walked into my room.

“Is everything alright?” Gina’s concerned voice asked.

“I’m not feeling too well today,” I told her honestly. “I’m just going to get some rest. See you tomorrow?”

“You don’t want me to come take care of you?”

“Thanks, but I don’t want you to get whatever I have.” I tried to sound appreciative, but I really didn’t want company right then, especially not someone that got turned on just by the sound of my voice.

“Well, okay, but you call me if you need anything.”

I hung up, and went back to sleep, only to be awoken a couple hours later, by someone knocking on my door.

Groaning, I rolled over, and asked who it was.

“Shanna,” the soft voice came through my door. “You weren’t in class this afternoon, so I stopped by to see if you were okay.”

Great! I thought. Shanna is only slightly better than Gina right now. I was about to say that I was okay, and thank her for her concern, but she opened the door and entered before I could.

“I’m just tired is all. Need to get more sleep, I guess,” I said instead.

She came to the bed, and felt my forehead and cheeks, just as she had in the auditorium last week. I wondered if this was truly Shanna, and felt for the one switch I’d made in her. It was there, and I could tell she wasn’t very happy.

“You don’t feel like you have a fever…”

“Too much stress over finals this week,” I lied. I felt bad for it, but I couldn’t tell her I’d stayed up all night having sex with a pink-skinned alien. “I just couldn’t sleep last night. I’ve been trying to make up for it today.”

She looked at me sharply, her blue eyes seeming to penetrate my skull, and I wondered if she knew I had lied to her. After a second though, she sniffed and stood up.

“You stink, and need a shower. Do you want me to do it for you, or are you going to take one on your own?”

“I’m just tired. I’ll take one tomorrow,” I complained.

“No you won’t. One way or another, you’re taking a shower now.” When I tried to protest further, she cut me off. “What you need to do is get your mind off finals. Sleeping will only let your mind go over it again and again. I have a better solution.”

Groaning, I looked up at her, noted her smile, and knew I wasn’t going to win, but I had to try one last thing. “I don’t feel up to anything frisky, right now.”

“Did I say I wanted to fuck you?” She laughed her beautiful laugh, batting her long lashes at me, and I suddenly felt foolish. “There are other ways to distract a mind, and looking around your room, I see a few. Now go shower, or else…”

Defeated, I got out of bed, and went to shower. Despite having followed her directions, she ended up joining shortly after I got in.

“Don’t try anything,” she told me, “I just needed a shower, too, and didn’t see any reason to waste extra water.”

I nodded as though that was the only reason, but not believing her one bit. She helped wash my back, and I returned the favor. I couldn’t help but notice how smooth her back felt, or how beautiful she looked with water streaming from her brown hair, and dripping off her tits. Despite my admiration, there was no movement from my second brain.

Shanna seemed to notice it as well, and other than a slight tightening of her lips, she made no comment, and we got out and dried off. Her reaction surprised me but I didn’t know what to tell her. And besides, she DID say she didn’t want to fuck me…not right now anyway.

She put her hair up in a towel, and there was no denying the beauty of a woman coming right out of a shower.

Once back in my room, Shanna went right to my gaming console, and began flipping through my games. “Beat it…Got it…Lame…Good, but I hated the ending…Nope…Too easy…Ah, here we go.” She held up one of my favorite games, and put the disc in. It was a two player.

“The best way to get your mind off of finals,” she told me, “is to absorb it into something else. Let’s see if you can keep up with me.”

I decided to go easy on her in the first round. I mean, I knew she was a gamer, but she was a girl, after all. She ended up thoroughly trashed me. “Do you think you might actually try to win this time?” She asked, her smile nearly splitting her face as she teased me.

After that, it took everything I had to win some of the rounds. In the end it was pretty even, and we started going through my other games. Shanna promised to bring some of hers over next time, and before either one of us knew it, the sun had set, the moon had risen, and the snow was falling hard.

“Thank you,” I told the brunette. “You really did get my mind off—“

“Don’t say it!” She warned as I walked her outside, and we both laughed. The flakes were huge as they came down from above, and soon it looked like Shanna’s brown hair was white, it held so much snow. “I don’t dare drive home in this,” she told me.

“You’re welcome to stay here, but—“ she cut me off as her arms wrapped around my neck, and she pressed her lips to mine.

“Thank you. I appreciate it.”

“I was about to say, I don’t have any clean clothes for you, and the couch is lumpy, so I’ll let you have my bed.”

She looked at me like I was an idiot. “That’s okay. I keep a bag in my car, just in case of emergencies. And what’s wrong with us sharing your bed? It’s big enough.”

“How can I argue with that? I just didn’t want to presume anything.”

“You know nothing, Jon Snow,” I recognized the quote from one of my favorite fantasy novel series, ‘A Song of Ice and Fire,’ and we both laughed as she brushed the snow off my shoulder.

“Have you seen the HBO series based on the novels?” I asked her.

“Yeah, I’ve seen them but it’s not as good as the books.” She said.

I smiled as I agreed with her assessment. Live action never compares to the book. She grabbed her emergency bag, and we quickly ran back inside. We shook the snow off, and I joked that maybe we needed another shower. “I thought you weren’t up to anything…” she teased me again, batting those beautiful long lashes at me.

“Do I have to be up for that, to want to admire beauty?” I asked back, and was gratified to see her blush.

We opted not to shower, however, and with the late hour, we decided to just go to sleep. Shanna actually had me leave my room as she changed into her pajamas, and when she let me back in, she was already under the covers. I was curious about her behavior, it wasn’t like we hadn’t seen each other completely nude a few hours ago, but decided to let her have her way.

I usually just sleep in my boxers. I didn’t care if she saw me though, so I stripped, and slid under the covers.

Shanna scooted her back to me, and I pulled my arm around her, enjoying the delicious warmth of her body pressed close to mine. Despite all of the sleep I’d had today, it only took a few minutes, and I was out, the soft scent of Shanna’s hair filling my nostrils.

When ‘Aeris’s Theme’ started playing on my phone, I was confused. Lela hadn’t taken me last night. Was she still upset about what had happened between us?

“Is that from Final Fantasy VII?” Startled, I fell out of bed. I had completely forgotten that Shanna had stayed the night. She laughed at me, as I tried to recover, and got back on my feet.

The attractive brunette got out of bed, and I saw for the first time what she was wearing. It was a pink camisole, with matching pink shorts, which showed her figure off well. Her legs looked long and lithe, coming up to her nice ass. She caught me looking, and gave me a small smile, and a little shake. Despite how I’d felt yesterday, my penis had finally woken up, and it liked what I was looking at just as much as I did.

“Ahh! I look a fright this morning,” she cried, as she spied herself in the mirror. I had to argue with that though. With her hair all mussed up, and no makeup on, she pulled the sexy bed-head look off pretty well.

She locked the door to the bathroom, however, before I could state my case, and stayed in there for almost half an hour. By the time she finally came out, her makeup was done, her hair flawless, and she was smoking hot in a pair of tight jeans, and a red top that was loose, and yet still showed her figure well.

Dennis had been complaining about being locked out of the only bathroom, but even he shut his mouth when Shanna walked out. Since I had showered last night, I only needed to brush my teeth, run my fingers through my hair, and I was ready to go.

Shanna was gone by the time I came out of the bathroom.

For the first time in a long time, I felt fully refreshed, as I started classes. My finals today went by pretty easy, and even though people were still avoiding me, Derek stayed away as well, so I didn’t mind too much.

I saw Robbie sitting by himself at lunch, and something inside me made me sit by him.

“What do you want?” He asked me snidely, and I almost regretted my decision.

“I thought you could use some cheering up,” I told him.

“And you think you’re qualified to do that? Ha!”

More qualified than you could know. But I kept the thought to myself. “Look, I know you are still upset with me, and I understand why.”

“You understand nothing,” the big man turned and glared at me. “I was going to break up with her anyway. I thought I had a chance with someone else, but she apparently changed her mind, after what kept happening when I was around you. You only saved me the hassle of breaking Gina’s heart.”

For a second I was angry that he had been ready to hurt Gina like that, but I was also curious.

“Why did you want to break up with Gina?” I asked.

He looked at me for a while, and I wondered what was going through his mind. There were times that I wished I could read minds instead of my making my switches, but things were as they were.

After a few uncomfortable seconds, he decided to answer. “She was being too needy; talking about marriage, and kids. I’m not ready for that, so I was going to dump her.”

At first, I couldn’t imagine someone dumping a girl as hot as Gina but thinking back to how Gina acted at times, I couldn’t argue that she could be clingy. I understood why he would want to break up with her, but at the same time I was still bothered. Gina was a good friend, if not more.

“So who is this other girl?”

“What do you care?” I just looked at him, willing him to give me the answer. I thought I might be able to use my switches to get it out of him, but was tired of manipulating the man. “Fine, if it will get you to leave me alone. It’s Nicole Hama.” The bully nodded, and I looked at another table to see the redhead eating with her friends. I had always thought she was cute, but rather stuck up, myself.

A small part of me felt that since I was the one to ruin things for him, I should be the one to fix them.

“Gimme a second,” I told Robbie, and stood to walk over to Nicole.

“What do you think you’re doing?” Robbie demanded, but I ignored him as I walked over to the woman’s table.

Nicole was a cheerleader, and she was perfect for that, attitude and all. She surrounded herself with other cheerleaders everywhere she went, and today was no different.

A plan started to form in my mind as I walked over to her small group. The table went quiet as I approached, and I assumed it had something to do with Derek’s threats, but he wasn’t even close right then, so I brushed the thought away.

I quickly made memory switches in the five girls at once, and was thankful I could affect groups. I wondered how many I could affect at a time, but just these five had started a small throbbing in the back of my eyes. It was more work to affect groups, than to do them one at a time.

One of Nicole’s groupies leaned over and whispered something to the redhead as I stopped at their table.

Nicole looked up at me, her blue-green eyes sparking with annoyance, and I noticed that her nose was a little pointed for my tastes, but she was attractive enough.

“And, like, what do you want?” Her snide tone grated on my nerves, but I answered her anyway.

“I understand you turned Robbie down, and wanted to know if you were waiting for a real man?”

The table laughed, but I held my ground.

“A real man? Like, what makes you think you’re a REAL man?” She laughed some more, but I only smiled.

“I stole Gina away from him. There must be a reason for that.”

The cheerleaders murmured amongst themselves, but I couldn’t hear a word of it.

“I turned Robbie down because he—“ I flipped a switch in all of them, making them forget the thoughts they just had. “—he, umm… Like… Well, there was that time—“

FLIP

“You always did think he was cute,” one of the other girls said.

“Yeah, and you always complained that Gina was a bitch that didn’t deserve him,” piped up another cheerleader.

Nicole looked at her fellow cheerleaders at a loss for words. If my plan had worked, she would have completely forgotten about Robbie’s incontinence problem. Or rather, the problem I had caused for him.

“Well, like, it is no business of yours, anyway, dweeb. Go bother someone else.”

Wow, she needs an attitude readjustment. Then again, she and Robbie would fit perfectly well together, I thought. Smiling I walked away, sure of myself.

I was smart enough not to walk straight over to Robbie, knowing that the cheerleaders would be watching me, but I would tell him, when I got the chance, to try again with the stuck up snob. I wished them the best of luck.

After classes, it was my first day on the math team, and Prof. Frankens confronted me as soon as I walked into her classroom.

“I missed you in class yesterday.”

“Sorry, I was sick. I barely made it in for one of my finals. I’ll be there for yours tomorrow,” I promised.

She gave me a funny look, and too late I remembered that I’d made the switch in her that made her wet whenever I spoke. I was going to have to be careful. I wasn’t worried about forcing the professor to do anything she didn’t want to; but then again Gina had convinced me that she still had free will.

I met the other students on the team, Donald, Barbara, and Adam. I knew them well enough by reputation, all of them pretty smart. Donald wore large thick glasses that made his eyes look really small. Barbara was rather heavyset, and Adam’s acne was so bad, his face looked more like the surface of the moon, than anything else. None of them were popular, but then again, neither was I.

Professor Frankens asked us practice questions, and I let the other three answer most of them, trying to keep my voice from affecting the professor. I did answer a number of questions when the others were stumped, but tried to be as quiet as possible. When none of us knew the answer, our coach would go over the math problem with us.

During the practice, I thought I’d help out my fellow teammates. As I had done for Mrs. Polkins, I turned up Barbara’s metabolism, and then turned down Adam’s acne and tried to regenerate his skin, but that switch wouldn’t form. For Donald, I adjusted his eyesight a little, not wanting to cause him any stress if his eyes suddenly worked, and his glasses failed. I figured if I worked with him slowly over time, it would work out best.

Practice was over before I knew it. I was walking out of the room, when Prof. Frankens stopped me.

“Nick, stay for moment, will you? I want to talk to you about your performance.”

Uh-oh.

I turned around, and sat back in the chair I’d used while she drilled us on her math equations. She sat on the edge of her desk, and crossed her legs. Today she was wearing a knee length skirt, and a white blouse that was getting stretched taut by her large bosom. Her dark hair was mostly down, with some of it pulled back. She took her large glasses off of her nose, and stuck one earpiece in her mouth as she looked at me. The silence seemed to dredge on, and I started to fidget in my seat, wondering what would happen next.

Had I talked too much? I had honestly tried not to. I checked her ‘horny’ switch and it was turned up, but not extremely so.

“You need to have more confidence in yourself,” she told me, finally breaking the silence.

“More confidence?” I asked dumbly, not understanding.

“Yes. I know how smart you are, Nick. You knew every one of those questions that the others got, but you waited to answer. This is a competition, and the quickest one to answer, gets the point. You need to have more faith in yourself, and answer sooner. Don’t hesitate. Take what you want, and forget about the consequences…” She trailed off, and suddenly I was wondering if we were still talking about the math team. She gave herself a little shake, and then continued talking. “Our first competition is after the holiday break. Do you think you can work on your confidence in that time?”

I nodded, still not wanting to talk too much. Apparently that was the wrong thing to do.

“See, that’s what I’m talking about. Don’t just nod at me; Tell me your answer,” she demanded.

“Yes, professor,” I said, trying to sound confidant.

“Yes, what?” She was making me talk more and more, and with each word, I could feel her ‘wet pussy’ switch move, and gradually her ‘horny’ switch was moving as well.

“Yes, I will work on my confidence.”

“Do I intimidate you?” That question completely threw me off.

“I-intimidate me?” I asked, flustered.

“I don’t see you with girls or a girlfriend. I know what other students think of me. I’d have to be blind to miss all the stares I get. So, I’ll ask you again: do I intimidate you?”

She didn’t see me with girls? If only she knew what the last week had been like for me! I couldn’t tell HER that, though.

“You are attractive, Professor Frankens,” I hedged, not sure where I was going with this, “but I think I do alright with the girls.”

“Do you have a girlfriend?” The question almost sounded more like an accusation, than a curiosity.

I thought about Shanna, but she had made it clear we were just REALLY good friends. Gina would say yes if I asked her, I know, but I wasn’t ready to commit to her.

“No,” I finally answered, hearing the sullen tone in my voice, and cursing myself for it.

She was chewing her earpiece again, as she gave me a penetrating stare. I wondered if all women practiced that look, or if it just came naturally to them.

“We’re going to try a little experiment,” she told me, and I had a bad feeling about where this was going. “Stand up.” I did as I was told, and looked down at her as she walked up to me, nearly touching me. I held my ground as she looked up, and I could smell her sweet perfume from this close. “Good. Now kiss me.”

I took a step back, shocked at her boldness.

“I didn’t say step away from me. See, this is what I’m talking about. You need to be more confident.”

Confident? She wanted me to be confident? Fine, I could do that, I thought. It is just a kiss, nothing more. But I knew it was more than a kiss, and I knew where this would go, if I didn’t stop it right now. I should walk away, and not look back.

Instead I stepped forward, closing the distance between me and my beautiful professor, and thought, I’ll show her confidence. I put my right arm around her waist, pulling her body against mine, snaked my left hand to the back of her head, and pulled her face up to meet mine. Our lips met, and too late, I felt her ‘horny’ switch crank fully on.

Professor Frankens moaned as her arms pulled me tighter to her, and her tongue darted into my mouth, and back out. I chased hers with mine, only to come up against her teeth. It was a cat and mouse game, her lips parting freely to mine, but her tongue only darting out from time to time, before retreating back into her mouth.

She wants confidence, I remembered, and dropped my right hand down to her ass, giving it a little squeeze, and pressed my tongue forcefully against her teeth. They parted for me this time, and she sucked my tongue into her mouth. Hungrily she nibbled on my tongue without hurting it, and I could feel my hard cock pressing against her front. This woman really knew how to kiss!

Part of me cried out that this was wrong and that I had manipulated her into doing this. Oddly it was Gina’s voice that argued, saying she has free will, and she didn’t have to if she didn’t want to. This wasn’t like Lela. For good or bad, Gina’s voice won out.

I felt the zipper in the back of her skirt, pulled it down, and a second later, it was on the floor. She pulled away from the kiss then, but kept me in her arms, and didn’t try to get out of mine. “What do you think you are doing, Nick? I’m your professor.”

Almost… Almost I backed away, but I saw the gleam in her brown eyes, and remembered what she’d said about confidence.

“I’m taking what I want, and forgetting about the consequences,” I told her, throwing her words from earlier back at her.

She smiled up at me. “And what is it you want?”

I slipped my hands into the back of her panties, grabbed her by the rear, and lifted her up. Her legs wrapped around my torso, and we were now eye-to-eye. “I want you.”

She moaned as she pulled me back into our kiss, this time her mouth was completely open to me, and our tongues wrestled, while my hands groped her tight ass.

I walked us over to her desk, and let her small weight down on the corner. I brought my hands between us, and started working at the buttons to her blouse, while her fingers undid my pants. Her buttons were small, and I was having a hard time with them as we continued to kiss.

Confidence.

Slipping my fingers between the buttons, I tore the two sides apart, sending buttons flying everywhere. She moaned again, and just about tore my pants off in her hast to get them down. My boxers followed my pants, and we had to break the kiss to get my shirt off.

She looked down at my rod, and I heard her gasp. Maybe it was the mood of the whole scenario, or the fact that I was really into the role of being confident, but the words were out of my mouth before I could think better of them.

“Suck it.” Her hands gripped my dick, as she looked up at me, questioningly. “I said, suck it.”

She smiled widely as she scooted off the desk, and dropped to her knees in front of me. As her lips touched the tip of my penis, I realized that Prof. Frankens liked to be dominated.

I placed my hands on the back of her head, and moaned deeply as her lips stretched around the bulbous head, and then slid partway down my shaft.

I had seen a few porno’s where someone was being dominant, and while I didn’t think I could do the whole whips and chains thing, I thought I might be able to do the rest.

I kicked off my shoes, and then my pants, while I used my hands to guide her mouth up and down my shaft.

She looked so sexy in her white lacy bra and matching panties, my large cock distending her lips and cheeks as she tried to swallow as much of it as she could. I leaned over her, and unsnapped her bra, freeing her two large melons from their lacy prison. Her nipples were large and hard, and her breasts only sagged a little, despite their large size.

Remembering something else I’d seen in a porno, and hoping that my new strength was up to it, I bent over and to the side of Professor Frankens, wrapped my arms around her waist, and she looked at me in confusion. I heaved, and she squealed, as I spun her upside down and brought her panty-covered crotch to my mouth.

She moaned as my lips touched her already wet panties, and I felt her warm wet mouth engulf my cock again, as her arms wound around my legs. I nibbled and licked her covered crotch, eliciting moans from her, as she sucked some from me as well.

She really knew how to give head, and I felt myself coming close, but I didn’t want it to end yet, so I pulled her up some more, then gently turned her, and set her back upright on the floor. I yanked her panties down, before lifting her back up and setting her on the desk.

Pulling her legs apart, I was now able to dive into her pussy, and taste her juices as the poured from her honey pot. She dug her heals into my back, as I attacked her labia and clit with my lips, teeth, and tongue, crying out her pleasure at what I was doing to her. She had a small patch of brown hair that slightly tickled my nose, but I was enjoying this too much to care.

Soon enough, she started coming, and my mouth was filled with her juices. Much more than I thought was normal, and I looked up at her in confusion, some of her cum-flow dripping off of my chin. “Professor Frankens, I believe you just squirted,” I told her with glee.

“Call me Donna,” she said, but I just looked back to her pussy. I stepped to her side, and used my two middle fingers to vigorously rub back and forth over her clit. Sure enough, after a few frantic seconds of this, she was cumming again, her juices arcing away from her desk, and splashing the floor in front of the first row of seats.

By this point, I was dying to get into this hot older woman, and I hoped that there had been enough of a break that I wouldn’t blow right away.

I placed the tip of my prick at her opening, then pulled back. Donna moaned in frustration, but I had better keep playing the confidence game.

“Do you want this?” I asked, and she nodded eagerly. “Then take it, and pull it inside you.”

She eagerly reached for my member, gripped my rod, and pulled me towards her small flower. She rubbed my head against her slick slit a few times, moaning as she did so, and lubricating my cock, before wrapping her legs around my waist and pulling me towards her.

She was a tight fit, though not as tight as Gina or Shanna, and nowhere near as constricting as Lela. There was a fire burning in her that almost scorched my pecker from its heat.

Donna cried out in bliss as bit by bit I sank into her, and as with Nancy, I was soon fully sheathed in her burning cunt.

She loosened her legs, and I pulled back, but she tightened them again forcefully, slamming my rod back into her depths. I reached for her tits, and tweaked her large nipples, making her moan even louder. I devoutly hoped no one would hear us, and come investigate, but I was also too far along to try and stop us now.

Our pelvises took up a steady smacking noise as I slammed in and out of her. Her arms grabbed the back of my neck, and pulled my mouth down to hers as her inner muscles suddenly gripped me hard, and her cum squirted all over my pelvis, and dribbled from my balls.

I was about over the top, and pulled out, not wanting to get her pregnant, when another idea struck me.

“Suck me off,” I demanded, and she immediately hopped back off of her desk, and swallowed my wet dick back between her lips. It only took a couple seconds with her talented tongue, before I started to unload. My first volley hit the back of her throat, and then she pulled back, using her hands to jack me off as the rest of my ejaculate sprayed across her chest and tits.

She smiled up at me, as she began to rub my cum into her skin, tracing around her hard nipples, before bringing one of her cum covered fingers down to her pussy, and frigging herself until she came again.

When she was done, she stood back up, and looked me in the eyes. “I hope you will be more confident now?”

I laughed, as I told her that I would indeed be more confident. And just to show her, I reached around and grabbed a handful of her firm ass. She slightly moaned and her eyes smoldered, as I kissed her one last time before leaving.

Shanna called me on my way home, to see if I needed any more help forgetting about finals, but I turned her down. I needed to study, instead.

Gina called not five minutes later, and I wondered how on Earth I was going to juggle these women.

“I think someone has been sneaking around my house,” she told me worriedly.

“Lock your door, and I’ll be by shortly,” I told her, but when I got there, I couldn’t find anyone. Gina thanked me with a big kiss.

“Want to come inside? My mom’s not home, but if you want I can call her up. I’m sure she wouldn’t mind…”

I laughed, but turned her down for the same reason I’d turned down Shanna. “I really need to study for finals. I only have a few left, and next week is the start of the holiday break.”

Gina pouted, but in the end let me go. For some reason, I felt like I was missing something as I left.

I didn’t get as much studying done as I would have liked (Dennis and Robin were really going at it in the other bedroom), but when ten o’clock rolled around, I decided it was time for bed. I only hoped Lela came to get me tonight. I was afraid she was still mad at me.

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